The director presents the strategic report of the company and the group for the period ended 31 March 2025.
We are currently operating as a main contractor within the construction industry, building care related new build structures for private companies. It is our intention to remain in this sector – it is our strength.
The previous 12 months have seen an end to the projects that were challenged by the previous year’s problems of high inflation and labour shortages. These schemes had a negative impact on margin and overall financial performance. Although these have affected profitability for the year we have seen a return to more normal trading conditions, giving a much more positive outlook for the next few years ahead. Turnover and profitability have remained at a similar level keeping with the current market trends. We expect to see a similar turnover for the next two years, with margins starting to increase next year, and returning to previous levels the following year.
We have invested this year in staff by increasing our layers of management to boost our ability to complete programs on time or earlier. We have also invested in new technologies to assist with site systems and processes. This will help deliver a more uniform and consistent product with more accountability by our sub-contractors and delivery partners, enhancing the reputation of the group through consistent outcomes. The intention for next year is to continue from our strong base and enhance our already excellent reputation within the sector.
It is the director’s intention to retain the majority of profits within the group for the foreseeable future to strengthen the balance sheet and assist with cashflow during the future growth of the group.
In the next financial year our biggest potential risk is the current uncertainty in the financial markets. This can influence projects coming to market or being held back. We believe inflation is still a threat, but we are now seeing prices levelling out and becoming more stable.
Our strong reputation within the sector, is seeing a good level of tender enquiries for the foreseeable future. The current uncertainty in the market is not having an influence on confidence but the group must be mindful this could quickly change.
Below are key point indicators for the last year to show the group’s position.
These exclude the effect on profit and loss of the amortisation of group goodwill so to reflect the group's performance from its operating activities.
KPI | 2024/25 |
Turnover | £100m |
Profit before tax | £1.3m |
Shareholders’ funds | £10.4m |
Value of tangible assets | £1.89m |
Profit as % of turnover | 1.3% |
Overheads as % of turnover | 3.4% |
Employees | 65 |
Environmental, Social, & Governance Policy
We understand the importance of acting responsibly as a group and recognising environmental, social and governance (ESG) concerns that impact global sustainability. We acknowledge the importance of identifying and considering ESG concerns and ensure we continually create lasting value for our employees, clients, and society. Our ESG policy highlights our commitment to global sustainability, the environment and society. In writing our ESG policy, we considered our own internal policies, such as our Health & Safety Policy, our Acceptable Workplace Policy, and our Mission Statement. We will review and update this policy on a regular basis to ensure we maintain a responsible approach towards environmental, social, and corporate governance concerns.
The Environment
The group recognises the importance of protecting nature and acknowledges that climate change is a serious issue threatening the environment and the global economy. Successful action against climate change will require cooperation from governments, businesses, and individuals around the world. We believe that we must have a fundamental respect for all resources required to execute a project, such as the team members, the materials in use, and the net impact of our work on the surrounding environment; this is also reflected in our Mission Statement. We are committed to reducing the impact of our activities and decisions on the environment and where possible, we encourage environmentally friendly systems of working. Some of the more specific steps we are taking in our fight against climate change are:
Waste Management: We minimise waste where possible and ensure it is disposed of safely.
Energy Conservation: We actively ensure we are environmentally responsible with our water and energy consumption. As a group, we encourage employees to switch off lights, heating and appliances that are not in use. We are open to work-from-home for office staff to reduce the number of cars on the road. As contractors, we typically find ourselves being invited to quote something which a design team has already specified, and nothing can replace the value of good design input. However, we do offer suggestions as we are constantly evaluating costs and alternative methods of construction as part of our daily business.
To this end, we find that most owners and design teams are very receptive to hearing, from a contractor’s perspective, about options which may be available to them, and which could have short and/or long-term benefits to their investment and the environment. In fact, we invite trades on a regular basis to propose alternate products which reduce initial cost, construction scheduling, maintenance cost and/or energy consumption.
Recycling: We support the concept of a paperless office, encouraging employees (and suppliers) to go digital and promoting recycling when this is not possible. We are using an online construction management software program to permit on-line access to construction documents for all our trades. We have even written a clause into all our standard subcontractor Scopes of Work which states, “wherever practical, drawings are to be submitted electronically through email, in a PDF format”. In the field this translates into aggressive management of demolition and waste material. We regularly send nearly 100% of all steel stud, drywall, copper, and electrical cabling to recycling.
Legal Requirements: We aim to comply with all relevant environmental legislation and regulations. We will regularly review ways in which we can reduce our carbon footprint and will continue to promote a sustainable approach to the environment. Our carbon footprint reduction and environmental sustainability is key to our future.
Social Issues
The group hopes that by considering social issues and ethics in our decisions we will have a positive impact on society, employees, and external stakeholders. We feel strongly about ensuring we maintain an inclusive and diverse workforce as well as taking necessary steps to protect human rights and help those in the local community. Detailed below are a few examples of how the group promotes and acts upon concerns facing society:
Human Rights: We will always promote and respect human rights ensuring that, directly or indirectly, we avoid the use of human trafficking, forced labour and child labour.
Health and Safety: We acknowledge that employees have the right to a safe and healthy workplace. We will always protect the health and safety of employees and others affected by our actions through monitoring and mitigating risks. We strive for continuous improvement of our management systems, consistent with recognised standards and industry best practice. We continually seek to promote a safe working environment and encourage employees to consult on health and safety issues. We take health and safety seriously and that includes psychological and social well‐being. To that end, the group has appointed a mental health ‘champion’. We feel this is an invaluable tool given that the frequency of mental health issues is increasing within the construction industry.
Discrimination and Diversity: We will always be non-discriminatory and ensure diversity and equality in our employment procedures. Discrimination has no place in the group and so we continually promote a diverse workplace culture ensuring all employees are treated fairly and equally regardless of religion, race, sexual orientation, nationality, and disability. We have adopted an Acceptable Workplace Policy which commits us to requiring and maintaining a workplace that is free from hazing, harassment, bullying and discrimination. This Policy is posted at every worksite and is part of our onboarding process for new employees, as well as part of safety talks for sub-contractors and visitors entering our worksites.
Charity and the local and international community: We strive to be active and positive community members, here and elsewhere. This is why each Christmas, in lieu of random gifts to clients, the group makes a significant contribution to those less fortunate through various organisations. We encourage all staff to participate in donations and fundraising events that will help to benefit the local and wider community.
Corporate Governance
Governance considerations are vital for effectively managing a business and, at the group, we believe it is the primary responsibility of the Management Team to conduct group affairs efficiently to generate long term benefits for employees and other stakeholders. These are key decision makers who ensure our group is being guided with ethical practices, equal opportunity, diversity, and inclusion, and sustain a safety and quality‐driven culture. Some aspects of corporate governance we continually monitor and act upon are:
Business Ethics: We will always act with honesty, integrity, and fairness in all of our business dealings.
Law: We will always abide by the laws and regulations and strictly oppose any illegal practices.
Accountability and Transparency: We will maintain high standards of accountability and transparency ensuring effective communication with stakeholders regarding financial practices.
Corruption and Bribery: We will ensure there is no bribery or corruption in any of our business dealings.
Conflicts of Interest: We will identify any possible conflicts of interest and take appropriate steps to avoid or mitigate these conflicts.
We are proud to incorporate ESG concerns into our business activities and practices and are committed to constant improvement. By regularly reviewing this policy and taking new and necessary actions on ESG concerns, we hope to continue to make a positive impact on the environment and society while maintaining a responsible and sustainable business.
On behalf of the board
The director presents their annual report and financial statements for the period ended 31 March 2025.
The results for the period are set out on page 10.
No ordinary dividends were paid. The director does not recommend payment of a further dividend.
The director who held office during the period and up to the date of signature of the financial statements was as follows:
The group has consumed more than 40,000 kWh in this reporting period and therefore the emissions, energy consumption and energy efficient activities are reported below.
1. All the Elm Place offices’ electrical invoices were analysed for the unit usage and starting figures taken at the beginning of April 2024 and closing figures taken at the end of March 2025. We understand that one electrical unit is equal to 1kWh. Note that the company doesn’t have gas at any of the offices.
2. The twelve Allstar Fuel Card invoices paid within the April 2024 – March 2025 financial year were added together to come to a total litre used figure for the company’s fleet vehicles. This was then multiplied by 10 to get to a kWh figure.
The chosen intensity measurement ratio is total gross emissions in metric tonnes CO2e per employee, the recommended ratio for the sector.
These measures have been shared in our Strategic report.
We have audited the financial statements of Dixon Holdings (Lawrence Baker) Limited (the 'parent company') and its subsidiaries (the 'group') for the period ended 31 March 2025 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
Basis for opinion
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report.
Other information
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
The information given in the strategic report and the director's report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
The strategic report and the director's report have been prepared in accordance with applicable legal requirements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
At the planning stage of the audit, we gain an understanding of the laws and regulations which apply to the company and how the directors seek to comply with those laws and regulations. This helps us to plan appropriate risk assessments.
During the audit, we focus on relevant risk areas and review the compliance with the laws and regulations by making relevant enquiries from the directors and undertaking corroboration, for example by reviewing board reports and other documentation.
We assess the risk of material misstatement in the financial statements including as a result of fraud and undertake procedures which include but are not limited to:
Reviewing the controls set in place by the directors;
Making enquiries of the directors as to whether they consider fraud or other irregularity may have taken place, or where such opportunity might exist;
Challenging the directors' assumptions with regard to accounting estimates such as the stage of completion of the contracts; and
Identifying and testing journal entries, particularly those which appear to be unusual by size or nature.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
Use of our report
This report is made solely to the parent company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the parent company’s members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
As permitted by section 408 of the Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £0.
The company extended its reporting period date from 31 January 2025 to 31 March 2025 in order to align with its group entities.
The information presented in these financial statements cover the period 19 January 2024 to 31 March 2025.
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention, [modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value]. The principal accounting policies adopted are set out below.
The consolidated group financial statements consist of the financial statements of the parent company Dixon Holdings (Lawrence Baker) Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.
All financial statements are made up to 31 March 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.
At the time of approving the financial statements, the director has a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the director continues to adopt the going concern basis of accounting in preparing the financial statements.
The turnover shown in the profit and loss account represents amounts invoiced during the year, exclusive of Value Added Tax.
In respect of long-term contracts and contracts for on-going services, turnover represents the value of work done in the year, including estimates of amounts not invoiced. Turnover in respect of long-term contracts and contracts for on-going services is recognised by reference to the stage of completion.
Land is not depreciated.
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.
Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.
In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.
Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.
The tax expense represents the sum of the tax currently payable and deferred tax.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.
In the application of the group’s accounting policies, the director is required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
The group has a number of customer contracts that span two accounting periods.
Work in progress, which is included in stock, is stated at the net sales value of the work done after provision for contingencies and anticipated future losses on contracts, less amounts received as progress payments on account. Excess progress payments are included as payments on account which are included in deferred income.
Revenue on long term contracts is measured each quarter with reference to the stage of completion of the contract. The directors’ best estimates of contract outcomes and stage of completion are used. These include an assessment of the profitability of the contracts. The directors draw on the expertise of qualified personnel to undertake such estimates and to apply appropriate levels of scrutiny to ensure the required level of accuracy. Costs to complete and contract profitability are subject to estimation uncertainty.
The average monthly number of persons (including directors) employed by the group and company during the period was:
Their aggregate remuneration comprised:
The directors of the company are also its key management personnel and, therefore, the balances disclosed above also relate to the key management personnel remuneration.
The number of directors for whom retirement benefits were accruing under defined contribution schemes amounted to 3.
The actual charge for the period can be reconciled to the expected charge/(credit) for the period based on the profit or loss and the standard rate of tax as follows:
Details of the company's subsidiaries at 31 March 2025 are as follows:
Payments received on account for client work included within accruals and deferred income are £1,768,723.
The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:
A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
Ordinary shares have full voting rights, full rights to dividends and to participate in distribution; full rights in respect of capital and to participate in a distribution.
On 19 January 2024, the company incorporated and issued one ordinary share for consideration of £1.
On 21 February 2024, the company issued 101 ordinary shares as part of a share-for-share exchange. The fair value attributed to the transaction was £7,000,000, resulting in a share premium of £6,999,899.
Represents cumulative profits or losses, net of distributions to owners.
Share premium reserve
Represents consideration received for shares issued over their nominal value net of transaction costs.
Non-controlling interest
Represents cumulative profits or losses owed to minority parties, net of distributions.
On 21 February 2024 the group acquired 75% of the issued capital of Lawrence Baker Limited.
At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
At the reporting end date the group had contracted with tenants for the following minimum lease payments:
At the period end, the directors owed the group £1,119. There is no fixed date for repayment. The loan is repayable on demand.
During the year, the group made sales totalling £22,346,007 to entities with common
key management personnel. At the balance sheet date, amounts due from these entities totalled £420,186.
At the year end, the group had loans to entities with common key management personnel totalling
£12,696,846.
Included in the total payments received on account balance in note 16, a balance of £14,395 relates to the construction of the residential home of two of the directors, that was ongoing at the year end. The margin applied in this project is the average of the other standard projects of the company for the year ending 31 March 2025, and is deemed to be at arm's length.